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Jake: What's a tough guy?...A guy with an edge...A gun or a knife, a nightstick, or a razor, somethin' the other guy ain't got. Yeah, a little extra reach on a punch, a set of brass knuckles, a stripe on the sleeve, a badge that says cop on it, a rock in your hand, or a bankroll in your pocket. That's an edge, brother. Without an edge, there ain't no tough guy.

Sidney Broome: There's gonna be a murder. Ain't gonna be no fake murder, not this time. Somebody's gonna be killed...Yeah, your husband. Maybe he's the one who's gonna be knocked off...Could be? You'd better get down to his office if you want to do anything about it.

Sidney Broome: [to Michael] Get down to the office, Montgomery Street. You was framed. Grisby didn't want to disappear. He just wanted an alibi - and you're it. You're the fall guy. Grisby's gone down there to kill Bannister, now.

Elsa: Will you help me? Give me a cigarette? I'm learning to smoke now. Ever since that night in the park, I've been getting the habit.Michael: Do all rich women play games like this?Elsa: [she draws near to kiss him] Call me Rosalie.[He slaps her]Elsa: [She sticks the cigarette between her trembling lips and lights it. She draws a puff.] I didn't think you would do that.Michael: I didn't either.Elsa: You're scared, aren't you? You're scared. I'm scared too.Michael: You think you're needing me to help you. You're not that kind. If you need anything, you help yourself.Elsa: I'm not what you think I am. I just try to be like that.Michael: Keep on trying. You might make it.Elsa: Oh, Michael, what are we scared of?[They kiss]

Arthur: Are you independently wealthy?Michael: I'm independent.Arthur: Of money. Before you start that novel Elsa says you're going to write, you'd better learn something. You've been traveling around the world too much to find out anything about it....Michael: I've always found it very sanitary to be broke.Arthur: ...Money cannot bring you health and happiness, etc. Is that it? Without money, I'd be flat on my back in the ward of a county hospital...Each man has his own idea of happiness, of course, but money is what all of us have in common...You call yourself independent. Come around and see me five years from now.

Michael: Love. Do you believe in love at all, Mrs. Bannister?Elsa: I was taught to think about love in Chinese.Michael: The way a Frenchman thinks about laughter in French?Elsa: The Chinese say, it is difficult for love to last long. Therefore, one who loves passionately is cured of love, in the end.Michael: Sure, that's a hard way of thinking.Elsa: There's more to the proverb: Human nature is eternal. Therefore, one who follows his nature keeps his original nature, in the end.

Elsa: He isn't really a steward...He's a detective, Michael. My husband hires him to watch me. He wants to fix it so I'll never be able to divorce him...I haven't a cent, Michael. He wants to cut me off without a cent.Michael: Does that matter so much, I shouldn't think it would?Elsa: Oh, I told you, sweet, you don't know anything about the world.Michael: Well lately, I've been rounding out my education.

Grisby: That's what I need you for, Michael. To see to it that I'm not around. How'd you like $5,000?...I'll fill in the details later...It's yours. All you have to do is kill somebody.Michael: Who, Mr. Grisby? I'm particular who I murder...You know, I wouldn't like to kill just anybody. Is it someone I know?Grisby: Oh, yeah, but you'll never guess...It's me...I want you to kill me!

Michael: Sure, I'm gonna take you where there aren't any spies.Elsa: Michael, where?Michael: A long way off. Somewhere in the far places.Elsa: Far places? We're in one of them now. Anyway, it doesn't work. I tried it. Everything's bad, Michael, everything. You can't escape it or fight it. You've got to get along with it. Deal with it, make terms. You're such a foolish knight errant, Michael. You're big and strong, but you just don't know how to take care of yourself. So how could you take care of me?

Arthur: Your Honor, the District Attorney isn't cross-examining, he's making speeches.District Attorney: That simply isn't so.Arthur: I move for a declaration of mistrial be sought on the grounds that the jury is being prejudiced.District Attorney: These are some of the great Bannister's 'trial tactics.' In an appeal for sympathy...Arthur: The District Attorney is beginning to get vicious.Judge: When you two gentlemen get over your argument, tell me who won. Then I'll decide on the objection. [Laughter] Objection sustained.

Elsa: Why don't you try and understand? George was supposed to take care of Arthur, but he lost his silly head and shot Broome. After that, I knew I couldn't trust him. He was mad. He had to be shot.Michael: And what about me?Elsa: We could have gone off together.Michael: Into the sunrise? You and me, or you and Grisby?Elsa: I love you.Michael: One who follows his nature keeps his original nature in the end. But haven't you heard ever of something better to follow?Elsa: No.

Elsa: [gasping, as she is dying] He and George, and now me!Michael: Like the sharks, mad with their own blood. Chewing away at their own selves.Elsa: It's true. I made a lot of mistakes.Michael: You said the world's bad. We can't run away from the badness. And you're right there. But you said we can't fight it. We must deal with the badness, make terms. And then the badness'll deal with you, and make its own terms, in the end, surely.Elsa: You can fight, but what good is it? Goodbye.Michael: You mean we can't win?Elsa: No, we can't win. Give my love to the sunrise.Michael: We can't lose, either. Only if we quit.Elsa: And you're not going to.Michael: Not again!Elsa: Oh Michael, I'm afraid. [He strolls away] Michael, come back here. Michael! Please! I don't want to die! I DON'T WANT TO DIE!